Deardorff on Gordon, “Contingent Corporations and Sovereignty”

In her talk to the penultimate lecture to the Sawyer Seminar on Corporations and International Law on March 23, 2018, Professor Gwendolyn Gordon of the Wharton School of the University of Pennsylvania spoke on her twist on the theory of the firm, using the case study of her research on Maori corporations on New Zealand’s South Island. Gordon uses her background in anthropology and law to twist the theory of the firm, which is typically a legal and economic theory, to look at the profit maximization strategies of corporations.

A key facet of Gordon’s take on the theory of the firm is the Maori corporations of New Zealand. A product of the documents leading to New Zealand becoming a part of the British Empire between the British and the natives, a 1990s law created the Maori corporation to hold lands possessed by the Maori people as a result of colonialization. Per the statute, a Maori corporation has certain guidelines and benchmarks it must meet based off of the traditions of the Maori tribes. These guidelines lead to some corporate characteristics (thousand-year corporate plans, restrictions on resale, and other corporate restraints) that may seem incompatible with American corporate structure but really allow the corporation to still focus as a profit-maximizing organization while holding true to its Maori roots and purposes.

Gordon’s anthropological version of the theory of the firm, which applies to corporations she calls “contingent corporations,” can be applied to American corporations as well, especially in the vain of Hobby Lobby and Citizens United. These corporations are guided by a social version of culture as well as the “corporate culture” notion well known in American society. These imposed cultures derive from the culture of the corporation’s shareholders – in New Zealand, the Maori tribespeople; in Hobby Lobby, the Christian majority shareholders. A key point of Gordon’s theory is that these cultures impose protections that create handicaps on the corporations, making them the “contingent corporations” she described the Maori corporations as. While the traditional economic take on the theory of the firm may make it seem as if these limitations will diminish or alter corporate goals, these corporations are still, at the end of the day, just that: corporations. They still have ways to meet their profit goals while adhering to the culture that drives them. While for Hobby Lobby, this is appealing to groups of consumers who subscribe to the same culture as the corporation or by cornering the low-cost hobby supply store market. For the Maori corporations, this is done by leasing the land it holds for the Maori people.

Gordon’s brief description of the Maori corporations’ leasing procedures draws on questions of the corporation, the state, and sovereignty that the Seminar has been pondering over the course of the year. There are various levels of land owned by the corporation, and it leases the tracts with the least restrictions out like a typical landlord. In regards to the more restrictive plots, the corporation acts like a local government, planning zoning-like use restrictions on the plot. The corporation, acting with the sovereignty granted to it by the state, floats in between state and corporation, crossing boundaries into a shape encompassed by neither definition.

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